EXHIBIT 10.6

                              SUSCRIPTION AGREEMENT
                                       FOR
                                 NOVA OIL, INC.

1.       STOCK  SUBSCRIPTION:  The  undersigned,  _________________________  , a
         resident of _________________________  ("Subscriber") hereby subscribes
         for  ______________________________  shares of Common Stock, $0.001 par
         value,  ("Common  Stock"),  of NOVA  OIL,  INC.,  a Nevada  Corporation
         ("Company")  for and in  consideration  of  $_________________________.
         Such Subscription is subject to the following terms and conditions:

         a.       The  certificate(s)   representing  the  Securities  delivered
                  pursuant to this  Subscription  bear a legend in the following
                  form:

                  "THE SECURITIES  REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN
                  REGISTERED  UNDER  THE  SECURITIES  ACT OF  1933  ("ACT"),  AS
                  AMENDED,  OR ANY OTHER APPLICABLE  FEDERAL OR STATE SECURITIES
                  ACTS; AND ARE RESTRICTED  SECURITIES AS DEFINED BY RULE 144 OF
                  THE  ACT.  THE  SECURITIES  MAY  NOT BE  TRANSFERRED,  SOLD OR
                  OTHERWISE DISPOSED OF UNLESS (1) A REGISTRATION STATEMENT WITH
                  RESPECT TO THE SECURITIES  SHALL BE EFFECTIVE UNDER THE ACT OR
                  ANY OTHER  FEDERAL OR STATE  SECURITIES  ACTS OR AN  EXEMPTION
                  FROM REGISTRATION REQUIREMENTS UNDER THE ACT IS EFFECTIVE, AND
                  (2) THE COMPANY  SHALL HAVE RECEIVED AN OPINION OF COUNSEL FOR
                  THE COMPANY THAT NO VIOLATIONS OF ANY SECURITIES  ACTS WILL BE
                  INVOLVED IN ANY TRANSFER."

         b.       If the Securities  represented by this  certificate  have been
                  held for a period  of at least one (1) year and if Rule 144 of
                  the Securities Act of 1933, as amended ("Act"),  is applicable
                  (there being no  representations  by the Company that Rule 144
                  is  applicable),  then the  undersigned  may make sales of the
                  Securities  only under the terms and conditions  prescribed by
                  Rule 144 of the Act or Exemptions therefrom.

2.       REPRESENTATIONS  AND  WARRANTIES:   Subscriber  hereby  represents  and
         warrants to NOVA OIL, INC.:

         a.       Subscriber understands that NOVA OIL, INC. SECURITIES HAVE NOT
                  BEEN APPROVED OR DISAPPROVED  BY THE UNITED STATES  SECURITIES
                  AND EXCHANGE COMMISSION, THE STATE OF WASHINGTON, THE STATE OF
                  NEVADA, OR ANY OTHER STATE SECURITIES AGENCIES.

         b.       Subscriber is not an  underwriter  and acquired NOVA OIL, INC.
                  Securities  solely for  investment for his own account and not
                  with  a view  to,  or  for,  resale  in  connection  with  any
                  distribution  of securities  within the meaning of the Federal
                  Securities   Acts,  the  Nevada  State   Securities  Act,  the
                  Washington  Securities  Act,  or any  other  applicable  State
                  Securities  Acts; and is not being purchased with a view to or
                  for the resale, distribution, subdivision or fractionalization
                  thereof;  and the  undersigned  has no contract,  undertaking,
                  understanding,  agreement, or arrangement, formal or informal,
                  with any person to sell, transfer, or pledge to any person the
                  securities  for  which  it  hereby  subscribes,  or  any  part
                  thereof; and it understands that the legal consequences of the
                  foregoing  representations and warranties to mean that it must
                  bear the economic  risk of the  investment  for an  indefinite
                  period of time because the securities have not been registered
                  under the Act, and, therefore,  cannot be sold unless they are
                  subsequently  registered  under the Act

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                  (which the  Company is not  obligated  to do) or an  exemption
                  from such registration is available.

         c.       Subscriber  understands  the  speculative  nature and risks of
                  investments  associated with NOVA OIL, INC., and confirms that
                  the  Securities  would be  suitable  and  consistent  with his
                  investment  program and that his  financial  position  enables
                  Subscriber  to bear  the  risks of this  investment;  and that
                  there may not be any  public  market  for the  securities  for
                  herein. SUCH RISKS INCLUDE,  BUT ARE NOT LIMITED TO: (1) THERE
                  IS NO GUARANTEE THE COMPANY IS ABLE TO SUCCESSFULLY  UNDERTAKE
                  EXPLORATION   AND   DEVELOPMENT   OF  ITS   NATURAL   RESOURCE
                  PROPERTIES;  (2) ALL OF THE RISKS INHERENT IN THE  EXPLORATION
                  AND DEVELOPMENT OF OIL AND NATURAL GAS WELLS;  (3) THE COMPANY
                  IS  UNDERCAPITALIZED  AND FACES ALL OF THE RISKS  INHERENT  IN
                  OBTAINING  ADDITIONAL  FUNDING;  (4) THERE IS NO PUBLIC MARKET
                  FOR THE  COMMON  STOCK OF THE  COMPANY;  AND,  (5)  THERE  ARE
                  SIGNIFICANT  RISKS  OF  THEIR   INVESTMENT,   INCLUDING  THOSE
                  SUMMARIZED  UNDER "RISK  FACTORS" AND IN OTHER PORTIONS OF THE
                  PRIVATE PLACEMENT MEMORANDUM.

         d.       The Securities  subscribed for herein may not be  transferred,
                  encumbered,  sold,  hypothecated,  or otherwise disposed of to
                  any person,  without the express prior written consent of NOVA
                  OIL,  INC.,  and the prior  opinion of  counsel  for NOVA OIL,
                  INC.,  that such  disposition  will not violate Federal and/or
                  State Securities Acts.  Disposition shall include,  but is not
                  limited to acts of selling, assigning, transferring, pledging,
                  encumbering, hypothecating, giving, and any form of conveying,
                  whether voluntary or not.

         e.       NOVA OIL,  INC. is under no  obligation to register or seek an
                  exemption  under any Federal and/or State  Securities Acts for
                  any  Securities of NOVA OIL,  INC., or to cause or permit such
                  Securities  to be  transferred  in the  absence  of  any  such
                  registration or exemption and that Subscriber herein must hold
                  such  Securities   indefinitely   unless  such  Securities  is
                  subsequently  registered under Federal and/or State Securities
                  Acts or an exemption from registration is available.

         f.       At the time of subscription,  Subscriber reviewed the economic
                  consequences  of the  purchase  of the  Securities  from  it's
                  attorney and/or other financial  advisor,  was afforded access
                  to  the  books  and  records  of  the  Company,  conducted  an
                  independent  investigation of the business of the Company, and
                  was fully familiar with the financial  affairs of the Company.
                  Subscriber  consulted with his counsel with respect to the Act
                  and applicable  federal and state securities laws. Company has
                  not provided Subscriber with any representations,  statements,
                  or warranties as to the SECURITIES.

         g.       Subscriber had the opportunity to ask questions of the Company
                  and  receive  additional  information  from the Company to the
                  extent that the Company possessed such  information,  or could
                  acquire it without  unreasonable effort or expense,  necessary
                  to  evaluate  the merits and risks of any  investment  in NOVA
                  OIL, INC.;  provided that nothing herein shall be deemed to be
                  an  acknowledgement  of the accuracy or  completeness  of such
                  responses.

         h.       Subscriber  confirms  that he is able (i) to bear the economic
                  risk of the  investment,  (ii) to hold the  Securities  for an
                  indefinite period of time, and (iii) to afford a complete loss
                  of its  investment;  and represents that he has adequate means
                  of  providing  for his  current  needs and  possible  personal
                  contingencies,  and that he has no need for  liquidity in this
                  investment;  (iv) this  investment is suitable for  Subscriber
                  based upon his investment holdings and financial situation and
                  needs,  and this  investment  does not exceed  ten  percent of
                  Subscriber's  net worth;  (v)  Subscriber has by reason of his
                  business or

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                  financial  experience could be reasonably  assumed to have the
                  capacity to protect his own Securities in connection with this
                  transaction.

         i.       Subscriber  confirms that the  undersigned  is an  "accredited
                  investor"  within  the  meaning of SEC  Regulation  "D" or the
                  undersigned,    along   or   together   with   its   purchaser
                  representative(s)   has  such   knowledge  and  experience  in
                  financial and business matters that he, or Subscriber and such
                  representative(s)  together,  are  capable of  evaluating  the
                  merits and risks of an  investment  in NOVA OIL,  INC.  and of
                  making an informed investment decision.

3.       STATUS OF SUBSCRIBER:

         [ ]      I am NOT a member of, or an associate or affiliate of a member
                  of the National  Association of Securities  Dealers;  and have
                  not,  for a  period  of 12  months  prior  to the date of this
                  Subscription agreement, been affiliated or associated with any
                  broker/dealer,  company, firm,  organization,  or other entity
                  which is a member of the National  Association  of  Securities
                  Dealer, Inc.

         [ ]      I am a member of or an  associate  or affiliate of a member of
                  the National Association of Securities Dealers.  Attached is a
                  copy of an agreement  signed by the principal  and  compliance
                  officer of the firm with which I am affiliated  agreeing to my
                  participation in this investment.

4.       ARBITRATION:  Any controversy arising out of, connected to, or relating
         to any  matters  herein  of the  transactions  between  Subscriber  and
         Company  (including for purposes of arbitration,  officers,  directors,
         employees,  controlling  persons,  affiliates,  professional  advisors,
         attorneys,  agents,  or  promoters  of the  Company),  on behalf of the
         undersigned,  or this Agreement, or the breach thereof,  including, but
         not  limited  to any  claims of  violations  of  Federal  and/or  State
         Securities  Acts,  Banking  Statutes,   Consumer  Protection  Statutes,
         Federal and/or State  anti-Racketeering  (e.g.  RICO) claims as well as
         any common  law  claims and any State Law claims of fraud,  negligence,
         negligent  misrepresentations,  and/or  conversion  shall be settled by
         arbitration;  and in accordance with this paragraph and judgment on the
         arbitrator's  award may be  entered  in any court  having  jurisdiction
         thereof in accordance  with the  provisions of Nevada law. In the event
         of  such  a  dispute,  each  party  to the  conflict  shall  select  an
         arbitrator,  both of whom shall then  select a third  arbitrator  which
         shall constitute the three person  arbitration board. The decision of a
         majority of the board of  arbitrators,  who shall render their decision
         within thirty (30) days of appointment of the final  arbitrator,  shall
         be binding upon the parties. Venue for any action shall lie in the City
         of Spokane, State of Washington.

5.       MISCELLANEOUS:  This  Subscription  Agreement shall be binding upon the
         parties  hereto,  their  heirs,   executors,   successors,   and  legal
         representatives.  The laws of the  State of  Nevada  shall  govern  the
         rights of the parties as to this Agreement.

6.       INDEMNIFICATION:   Subscriber  acknowledges  that  he  understands  the
         meaning and legal  consequences of the  representations  and warranties
         contained  herein,  and he hereby agrees to indemnify and hold harmless
         the  Company  and  any  other  person  or  entity   relying  upon  such
         information  thereof  from and  against  any and all  loss,  damage  or
         liability  due to or  arising  out of a breach  of any  representation,
         warranty, or acknowledgement of Subscriber contained in this Agreement.

7.       DESIGNATION  OF  OWNERSHIP:  Subscriber  wishes to own Common Shares as
         follows:

         (a)______         Separate or individual property
         (b)______         Husband  and wife as  community  property  (Community
                           property state only.)
         (c)______         Joint  tenants  with  right  of  survivorship   (Both
                           parties must sign.)
         (d)______         Tenants in common (Both parties must sign.)

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         (e)______         Trust (include name of trust and name of trustee.)
         (f)______         Other (indicated):___________________________________
         (g)______         Corporation    (include   name   of   President   and
                           Secretary.)
         (h)______         Limited  Liability  Company  (include name of Manager
                           and all Members.)


SUBSCRIBER HEREBY DECLARES AND AFFIRMS THAT HE HAS READ THE WITHIN AND FOREGOING
SUBSCRIPTION  AGREEMENT,  IS FAMILIAR  WITH THE  CONTENTS  THEREOF AND AGREES TO
ABIDE BY THE TERMS AND  CONDITIONS  THEREIN SET FORTH,  AND KNOWS THE STATEMENTS
THEREIN TO BE TRUE AND CORRECT.

IN  WITNESS  WHEREOF,  Subscriber  executed  this  Agreement  this  ___  day  of
____________________, _______, at _______________________.

SUBSCRIBER:


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(Signature)


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(Signature of Spouse, Joint Tenant, or Tenant in Common)

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(Address)


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(Telephone Number)


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(Social Security Number)



FOR ENTITY SUBSCRIBERS:


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Name of Entity, if any

By:*
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Title:
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By:*
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Title:
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*By the foregoing  signature,  I hereby certify to NOVA OIL, INC. that I am duly
empowered and authorized to execute the foregoing document as well as to provide
the foregoing information.


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